GoFor Operator Agreement

THIS AGREEMENT (the “Agreement”) is effective as of (the "Effective Date") and is by and between Go-For Industries Inc., a Canadian corporation (“GoFor”) having offices at 360 Kirkwood Ave., Suite 300, Ottawa, ON K1Z 8P1 and (the

“Operator”). Each of GoFor and Operator may be referred to herein individually as a “Party” and collectively as the “Parties”.

WHEREAS GoFor desires to have Operator provide transportation services to GoFor, and Operator desires to provide such services;

NOW, THEREFORE, the Parties agree as follows:

1. Definitions:

1.1. "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a Party.

1.2. "Confidential Information" means information disclosed by a Party to the other Party under this Agreement that is marked as confidential or would normally be considered confidential under the circumstances. Without limitation, the following types of information shall be considered confidential information of the disclosing Party: trade secrets, customer lists, supplier lists, personal information of employees and customers, pricing information, marketing strategies, methods of operation, and sales reports. 1.3. “Schedule A” means the document forming part of this Agreement, agreed to by the Parties and modified from time to time by mutual consent, setting forth the specific services, term, fees, billing information, and other operational information concerning the services related to this Agreement.

1.4. “Schedule B” means the document forming part of this Agreement, agreed to by the Parties and modified from time to time by mutual consent, setting forth GoFor’s Code of Conduct. 2. Services: Operator shall provide GoFor with transportation services as set out in Schedule A

(the “Services”).

3. Volume of services: Every request for services that GoFor receives goes through our platform. The system allocates the orders based on factors including operator availability, vehicle type, and location. There are no guarantees of any minimum quantity of deliveries available to be performed. Quantity will vary from day to day. 4. Billing and Payment: GoFor agrees to pay Operator the fees associated with the Services as set forth in Schedule A (the “Fees”), as calculated by GoFor’s logistics platform, and, if applicable, other amounts agreed in writing by the Parties, each as incurred during the billing period. GoFor shall pay Operator in accordance with the payment method and terms set forth in Schedule A.

5. Non-exclusive relationship: Operator shall provide the Services to GoFor on a non-exclusive basis and shall be free to provide its services to other parties during the Term of this Agreement. Nothing in this Agreement shall prohibit GoFor from contracting other service providers that perform similar services to Operator or otherwise compete with Operator. 6. Use of Subcontractors and Agents:

6.1. Operator may use subcontractors or agents (each a “Subcontractor”) to fulfill Operator’s obligations under this Agreement. Operator will be solely responsible for all obligations under this Agreement performed by any Subcontractor to the same extent as if such obligations were performed directly by Operator. Operator will remain GoFor’s sole point of contact regarding the Services regardless of whether the Services are being performed by Operator or a Subcontractor. For purposes of determining Operator’s liability or its obligations with respect to the performance of the Services, any time the term “Operator” is used in this Agreement it include all Subcontractors performing the Services or any part of this Agreement on behalf of Operator. 6.2. Operator shall be solely responsible for the payment of all Subcontractors engaged by Operator in relation to the provision and performance of the Services. 7. Intellectual Property: The trademarks, logos, service marks and trade names under which each Party markets its products and services (the “Marks”) shall remain the exclusive property of such Party. During the term of this Agreement, each Party grants to the other Party a restricted, non-transferable, non-exclusive and revocable license to use the Marks to market and promote GoFor’s services. Each Party agrees not to use the Marks in any way that may be determined objectionable by the other Party or confusing to any third parties regarding the nature of the relationship between the Parties. Each Party reserves the right to approve particular uses of its Marks.

8. Performance:

8.1. Operator shall successfully complete GoFor’s on-boarding and verification process (as modified from time to time) which may include, without limitation, verification of: criminal background check, driver’s license, vehicle permit, and insurance. 8.2. Operator shall provide, at its expense, all equipment and tools that may be required to perform the Services, including a mobile phone with data plan that is able to run the GoFor mobile application for operators. The Operator shall maintain all such equipment and tools in good repair.

8.3. Operator shall pay for and maintain, and ensure that its Subcontractors pay for and maintain, appropriate insurance concerning the operations and liabilities of the Operator relevant to this Agreement and the Services, including but not limited to public liability and property damage insurance. Operator will furnish GoFor with satisfactory confirmation of the above and copies of the insurance policies upon the request of GoFor.

8.4. Operator acknowledges and agrees that should GoFor receive a customer complaint stemming from Operator’s failure to perform the Services in the manner set forth in this Agreement, GoFor may in its sole discretion withhold payment of the Fees for the relevant delivery.

9. Independent Parties:

9.1. This Agreement is made with the Operator as a non-exclusive independent contractor and not as an employee of GoFor. Each Party acknowledges and agrees that no relationship of principal and agent, employer and employee, or franchisor and franchisee is established between the Parties.

9.2. The Operator acknowledges it is responsible for payment of its own health benefits, workers compensation or insurance, disability benefits, employment insurance and all taxes (including without limitation, foreign, federal, state, provincial, county and local income taxes) owing on amounts paid to Operator by GoFor.

10. Term and Termination: Company may terminate this Agreement and cancel the Contractor's Services here under at any time without cause and without further obligation to the Contractor except for payment due for Services performed to the date of such termination. The Contractor may terminate this agreement for any reason upon Company 30 days’ notice of the intent to terminate.

11. Representations and Warranties:

11.1. The Operator hereby represents, warrants and covenants to GoFor that: a) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder;

b) All Services performed under this Agreement will be performed by Operator in a professional manner in accordance with the terms of this Agreement, the Code of Conduct set out in Schedule B, and industry standards;

c) Any individual driver or Subcontractor utilized by Operator to provide Services under this Agreement shall hold a valid driver’s license and otherwise meet all of the license, training and other qualifications required by applicable laws;

d) It shall maintain in force all permits or licenses necessary for the performance of the Services and pay all taxes or dues pertaining to such. This includes but is not limited to (i) standard provincial/state vehicle safety certification, (ii) CVOR certificate for commercial motor vehicles that are plated in Ontario, the U.S. or Mexico. (iii)any other permit or license applicable to the vehicle as it pertains to individual location for services provided. e) It shall maintain all forms of insurance necessary for the performance of the Services or as set forth in this Agreement;

f) It shall not incur any cost expense, liability or obligation in the name of or on the credit of GoFor, except in accordance with written instructions and authorization of GoFor; g) It shall use its best efforts to cause Subcontractors to maintain industry standards of professionalism in the performance of any Services provided under this Agreement. Neither Operator nor any Subcontractors shall take any action that adversely affects the public image, goodwill, or reputation of GoFor, or could reasonably be expected to cause the same; h) It shall comply with all applicable laws in performing the Services. 11.2. Each Party represents that it has full power and authority to enter into the Agreement. 12. Confidential Information: Each Party will: (a) protect the other Party's Confidential Information with at least the same standard of care it uses to protect its own Confidential Information but in no event less than a reasonable standard of care; and (b) not disclose the Confidential Information to any third parties unless agreed by the disclosing party. Each Party may use Confidential Information only to exercise rights and fulfill its obligations under this Agreement. Confidential Information does not include information that the recipient can show:

(a) the recipient of the Confidential Information already knew; (b) becomes public through no fault of the recipient; (c) was independently developed by the recipient; or (d) was rightfully given to the recipient by another Party who was not in breach if its confidentiality obligations. Each Party may disclose the other Party's Confidential Information when required by law but only after it, if legally permissible: (a) uses commercially reasonable efforts to notify the other Party; and (b) gives the other Party the chance to challenge the disclosure. 13. Non-solicitation: During the Initial Term or Renewal Term, and for a period of one year thereafter, Operator shall not, without GoFor’s prior written consent, directly or indirectly solicit, induce, or encourage a customer of GoFor to directly retain the Operator to provide delivery services materially the same as the Services.

14. Limitation of Liability: NEITHER PARTY OR ITS RESPECTIVE DIRECTORS, OFFICERS, AGENTS, SUPPLIERS, OR SUBCONTRACTORS WILL BE LIABLE UNDER THIS AGREEMENT FOR LOST REVENUES OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, EVEN IF THE PARTY KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE. NEITHER PARTY MAY BE HELD LIABLE UNDER THIS AGREEMENT FOR MORE THAN THE AMOUNT PAID BY GOFOR TO OPERATOR HEREUNDER DURING THE TWELVE MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY. These limitations of liability apply to the fullest extent permitted by applicable law but do not apply to breaches of confidentiality obligations, violations of a Party's intellectual property rights by the other Party, or indemnification obligations.

15. Intellectual Property Rights: Except as expressly set forth herein, this Agreement does not grant either Party any rights, implied or otherwise, to the other’s content or intellectual property. 16. Indemnification: Contractor shall be liable for all damages, expenses and losses suffered by Company or a third party which are caused by Contractor and/or its employees or sub-contractors. The Contractor hereby agrees to, at its own expense, indemnify, defend and hold harmless the Company from all claims, losses, expenses, fees (including reasonable legal fees), costs and judgments made against the Company by a court of competent jurisdiction in connection with any (i)any damage caused by Contractor (or its employers or sub-contractors), due to Contractor’s act, omission or negligence, (ii) willful misconduct, (iii) misrepresentation of the Company, its brand, or the services provided by the Company, or (iv) breach of any representation, warranty and/or covenant made by the Contractor (or any of its subcontractors) in this Agreement. Contractor will be charged back a total of $50.00 (per documented infraction) should GoFor receive a complaint regarding improper use/lack of safety equipment/proper work attire. Documentation of infraction will be made available to the Contractor. Charge back will be deducted from any amount owed to the Contractor during that invoicing period. 17. Miscellaneous:

17.1. Trademarks: Each Party shall retain all right, title, and interest in and to its trademarks, service marks, and trade names worldwide. Unless otherwise set forth herein, each Party may only use the other Party’s trademarks, service marks, and trade names with the express permission of, and in the manner approved by the other Party. 17.2. Notices: Unless specified otherwise herein, (a) all notices must be in writing and addressed to the attention of the other Party's legal department and primary point of contact and (b) notice will be deemed given: (i) when verified by written receipt if sent by personal courier, overnight courier, or when received if sent by mail without verification of receipt; or (ii) when verified by automated receipt or electronic logs if sent by facsimile or email. 17.3. Assignment: Neither Party may assign or transfer any part of this Agreement without the written consent of the other Party, except to an Affiliate, but only if: (a) the assignee agrees in writing to be bound by the terms of this Agreement; and (b) the assigning Party remains liable for obligations incurred under the Agreement prior to the assignment. Notwithstanding the foregoing, either Party may freely assign this Agreement with notice to the other Party in connection with any merger or acquisition or sale of all or substantially all of its assets or stock. Any other attempt to transfer or assign is void. 17.4. Force Majeure: Neither Party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, pandemic, act of war or terrorism, riot, labor condition, governmental action, or internet disturbance) that was beyond the Party's reasonable control.

17.5. No Waiver: Failure to enforce any provision of this Agreement will not constitute a waiver.

17.6. Severability: If any provision of this Agreement is found unenforceable, the balance of the Agreement will remain in full force and effect.

17.7. No Third-Party Beneficiaries: There are no third- party beneficiaries to this Agreement. 17.8. Equitable Relief: Nothing in this Agreement will limit either Party's ability to seek equitable relief.

17.9. Governing Law: This Agreement is governed by the laws of the Province of Ontario Canada. The Parties attorn to the exclusive jurisdiction of the federal and provincial courts in the Province of Ontario over any matters arising out of this Agreement. 17.10. Amendments: Any amendment to this Agreement must be in writing and signed by both Parties.

17.11. Survival: The following sections will survive expiration or termination of this Agreement: Sections 3, 12, 13, 14, 15, and 16.

17.12. Entire Agreement: This Agreement, and all documents referenced herein, is the Parties' entire agreement relating to its subject matter and supersedes any prior or contemporaneous agreements.

17.13. Counterparts: The Parties may enter into this Agreement in counterparts, including facsimile, PDF or other electronic copies, which taken together will constitute one instrument. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date.

By signing below, I hereby acknowledge that I fully understand and accept the terms of the GoFor Operator Agreement.

Signature Date

Schedule A

Services

Contractor shall be responsible for providing the following services (collectively, the

“Services”):

• Pick-up and delivery services requiring the physical ability to frequently lift, push, or move product weighing up to 100 pounds. Provide and properly utilize material handling equipment to safely work with items 100+ pounds

• Safe and timely operation of a single vehicle or management of a fleet of vehicles to perform delivery services

Fees

Rates: GoFor agrees to pay Operator the fees as calculated by GoFor’s logistics platform, and, if applicable, other amounts agreed in writing by the Parties, each as incurred during the billing period.

Payment Method and Terms

The Company shall pay the Contractor via direct deposit on a weekly basis with one week in arrears.

Schedule B

All personnel engaged in performing the Services shall adhere to the following:

(1) You will load, transport, and deliver items to clients or businesses in a safe, timely manner.

(2) You will review orders before and after delivery to ensure that orders are complete, and the customer is satisfied.

(3) You will work safely and with appropriate personal protective equipment/attire and all applicable training requirements

(4) You will provide excellent customer service, answer questions, and handle complaints from clients.

(5) You will abide by all transportation laws and maintain a clean driving record.

(6) You will provide photo proof of delivery and other documents relating to deliveries.

(7) You will provide documentary evidence sufficient to allow Company to conduct a background check, including Drivers Abstract, ID Verification and National Criminal Check.

(8) Operator will provide background checks for any drivers added as additional subcontractor/employees.

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